Financial Highlights (Unaudited)
Selected data for a common share outstanding throughout each period:
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Investment Operations
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|
Less Distributions to
Common Shareholders
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|
Common Share
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|
|
Beginning
Common
Share
NAV
|
|
|
Net
Investment
Income
(Loss)
|
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|
Net
Realized/
Unrealized
Gain (Loss)
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|
|
Total
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From
Net
Investment
Income
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|
From
Accumulated
Net Realized
Gains
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Total
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Ending
NAV
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|
Ending
Share
Price
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|
NID
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Year Ended 5/31:
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|
|
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|
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2020(e)
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$
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14.27
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|
$
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0.28
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|
|
$
|
0.02
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|
|
$
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0.30
|
|
|
$
|
(0.26
|
)
|
|
$
|
—
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$
|
(0.26
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)
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$
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14.31
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$
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13.72
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2019
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13.61
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|
0.54
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|
0.63
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|
|
|
1.17
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|
|
|
(0.51
|
)
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|
|
—
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|
|
|
(0.51
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)
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|
|
14.27
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|
|
|
13.38
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|
2018
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|
|
13.72
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|
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|
0.59
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|
|
|
(0.08
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)
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|
|
0.51
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|
|
|
(0.62
|
)
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|
|
—
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|
|
|
(0.62
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)
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13.61
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|
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12.57
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2017
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14.19
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0.63
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|
|
|
(0.43
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)
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|
|
0.20
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|
|
|
(0.67
|
)
|
|
|
—
|
|
|
|
(0.67
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)
|
|
|
13.72
|
|
|
|
13.39
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|
2016
|
|
|
13.72
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|
|
|
0.68
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|
|
|
0.47
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|
|
|
1.15
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|
|
|
(0.68
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)
|
|
|
—
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|
|
|
(0.68
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)
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|
|
14.19
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|
|
|
13.68
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|
2015
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|
|
13.69
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|
0.69
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|
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0.02
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0.71
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|
|
(0.68
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)
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|
|
—
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|
|
|
(0.68
|
)
|
|
|
13.72
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|
|
|
12.48
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|
|
|
NIQ
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended 5/31:
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2020(e)
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|
|
14.30
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|
|
|
0.21
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|
|
|
0.17
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|
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0.38
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|
|
|
(0.19
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)
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|
|
—
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|
|
|
(0.19
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)
|
|
|
14.49
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|
|
|
13.75
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2019
|
|
|
13.66
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|
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|
0.41
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|
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0.60
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|
|
|
1.01
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|
|
|
(0.37
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)
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|
|
—
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|
|
|
(0.37
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)
|
|
|
14.30
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|
|
|
13.26
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2018
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|
|
13.95
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|
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|
0.45
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|
|
|
(0.28
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)
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|
|
0.17
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|
|
|
(0.46
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)
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|
|
—
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|
|
|
(0.46
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)
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|
|
13.66
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|
|
|
12.52
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2017
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|
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14.30
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|
|
|
0.49
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|
|
|
(0.33
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)
|
|
|
0.16
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|
|
|
(0.51
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)
|
|
|
—
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|
|
|
(0.51
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)
|
|
|
13.95
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|
|
|
13.15
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2016
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|
|
13.69
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|
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|
0.53
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|
|
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0.66
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|
|
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1.19
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|
|
|
(0.58
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)
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|
|
—
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|
|
|
(0.58
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)
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|
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14.30
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|
|
|
13.53
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2015
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13.87
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0.58
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|
|
(0.16
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)
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|
|
0.42
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|
|
|
(0.60
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)
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|
|
—
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|
|
|
(0.60
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)
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|
|
13.69
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12.49
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AMTP Shares
at the End of Period
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VMTP Shares
at the End of Period
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Aggregate
Amount
Outstanding
(000)
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Asset
Coverage
Per $100,000
Share
|
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Aggregate
Amount
Outstanding
(000)
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|
Asset
Coverage
Per $100,000
Share
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NID
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Year Ended 5/31:
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2020(e)
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$
|
175,000
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|
$
|
483,585
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$
|
—
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$
|
—
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|
2019
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|
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175,000
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|
|
|
482,502
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|
|
|
—
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|
|
|
—
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|
2018
|
|
|
175,000
|
|
|
|
464,903
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|
|
|
—
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|
|
|
—
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|
2017
|
|
|
—
|
|
|
|
—
|
|
|
|
175,000
|
|
|
|
467,902
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|
2016
|
|
|
—
|
|
|
|
—
|
|
|
|
175,000
|
|
|
|
480,319
|
|
2015
|
|
|
—
|
|
|
|
—
|
|
|
|
175,000
|
|
|
|
467,650
|
|
|
|
NIQ
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended 5/31:
|
|
|
|
|
|
2020(e)
|
|
|
55,000
|
|
|
|
445,051
|
|
|
|
—
|
|
|
|
—
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|
2019
|
|
|
55,000
|
|
|
|
440,616
|
|
|
|
—
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|
|
|
—
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|
2018
|
|
|
55,000
|
|
|
|
425,356
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|
|
|
—
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|
|
|
—
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|
2017
|
|
|
—
|
|
|
|
—
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|
|
|
55,000
|
|
|
|
432,163
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|
2016
|
|
|
—
|
|
|
|
—
|
|
|
|
55,000
|
|
|
|
440,588
|
|
2015
|
|
|
—
|
|
|
|
—
|
|
|
|
55,000
|
|
|
|
426,080
|
|
48
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Share Supplemental Data/
Ratios Applicable to Common Shares
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|
Common Share
Total Returns
|
|
|
|
|
|
Ratios to Average Net Assets(b)
|
|
|
|
|
Based
on
NAV(a)
|
|
|
Based
on
Share
Price(a)
|
|
|
Ending
Net
Assets
(000)
|
|
|
Expenses(c)
|
|
|
Net
Investment
Income (Loss)
|
|
|
Portfolio
Turnover
Rate(d)
|
|
|
|
|
|
|
2.08
|
%
|
|
|
4.47
|
%
|
|
$
|
671,273
|
|
|
|
1.51
|
%*
|
|
|
3.88
|
%*
|
|
|
6
|
%
|
|
8.80
|
|
|
|
10.80
|
|
|
|
669,379
|
|
|
|
1.59
|
|
|
|
3.95
|
|
|
|
13
|
|
|
3.75
|
|
|
|
(1.56
|
)
|
|
|
638,580
|
|
|
|
1.48
|
|
|
|
4.35
|
|
|
|
19
|
|
|
1.49
|
|
|
|
2.84
|
|
|
|
643,828
|
|
|
|
1.32
|
|
|
|
4.61
|
|
|
|
19
|
|
|
8.66
|
|
|
|
15.59
|
|
|
|
665,559
|
|
|
|
1.20
|
|
|
|
4.96
|
|
|
|
10
|
|
|
5.29
|
|
|
|
4.62
|
|
|
|
643,387
|
|
|
|
1.23
|
|
|
|
5.01
|
|
|
|
18
|
|
|
|
|
|
|
|
|
2.66
|
|
|
|
5.12
|
|
|
|
189,778
|
|
|
|
1.44
|
*
|
|
|
2.85
|
*
|
|
|
5
|
|
|
7.54
|
|
|
|
9.06
|
|
|
|
187,339
|
|
|
|
1.55
|
|
|
|
2.96
|
|
|
|
20
|
|
|
1.21
|
|
|
|
(1.37
|
)
|
|
|
178,946
|
|
|
|
1.41
|
|
|
|
3.24
|
|
|
|
10
|
|
|
1.20
|
|
|
|
1.06
|
|
|
|
182,690
|
|
|
|
1.28
|
|
|
|
3.55
|
|
|
|
8
|
|
|
8.85
|
|
|
|
13.26
|
|
|
|
187,323
|
|
|
|
1.20
|
|
|
|
3.83
|
|
|
|
7
|
|
|
3.01
|
|
|
|
1.27
|
|
|
|
179,344
|
|
|
|
1.16
|
|
|
|
4.17
|
|
|
|
15
|
|
|
|
(a)
|
Total Return Based on Common Share NAV is the combination of changes in common share NAV, reinvested dividend income at NAV and reinvested capital gains distributions at NAV, if any. The last dividend declared
in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending NAV. The actual reinvest price for the last dividend declared in the period may often be based on the Fund’s
market price (and not its NAV), and therefore may be different from the price used in the calculation. Total returns are not annualized.
|
|
Total Return Based on Common Share Price is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the
average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual
reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation.
Total returns are not annualized.
|
(b)
|
Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to preferred shares issued by the Fund.
|
(c)
|
The expense ratios reflect, among other things, all interest expense and other costs related to preferred shares (as described in Note 5 – Fund Shares, Preferred Shares) and/or the interest expense deemed to
have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters held by the Fund (as described in Note 4 – Portfolio Securities and Investments in Derivatives, Inverse
Floating Rate Securities), where applicable, as follows:
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|
|
|
|
|
NID
|
|
|
NIQ
|
|
Year Ended 5/31:
|
|
Year Ended 5/31:
|
2020(e)
|
0.62%*
|
|
2020(e)
|
0.66%*
|
2019
|
0.69
|
|
2019
|
0.74
|
2018
|
0.57
|
|
2018
|
0.61
|
2017
|
0.42
|
|
2017
|
0.47
|
2016
|
0.30
|
|
2016
|
0.38
|
2015
|
0.33
|
|
2015
|
0.33
|
|
|
(d)
|
Portfolio Turnover Rate is calculated based on the lesser of long-term purchases or sales (as disclosed in Note 4 – Portfolio Securities and Investments in Derivatives, Investment Transactions) divided by the
average long-term market value during the period.
|
(e)
|
For the six months ended November 30, 2019.
|
*
|
Annualized.
|
See accompanying notes to financial statements.
49
Notes to
Financial Statements (Unaudited)
1. General Information
Fund Information
The funds covered in this report and their corresponding New York Stock Exchange (“NYSE”) symbols are as follows (each a “Fund” and collectively, the “Funds”):
•
|
Nuveen Intermediate Duration Municipal Term Fund (NID)
|
•
|
Nuveen Intermediate Duration Quality Municipal Term Fund (NIQ)
|
The Funds are registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, as diversified closed-end management investment companies. NID and NIQ were organized as Massachusetts
business trusts on September 11, 2012 and December 11, 2012, respectively. NID and NIQ each have a term of ten years and intend to liquidate and distribute their net assets to shareholders on or before March 31, 2023 and June 30, 2023, respectively.
The end of the reporting period for the Funds is November 30, 2019, and the period covered by these Notes to Financial Statements is the six months ended November 30, 2019 (the “current fiscal
period”).
Investment Adviser
The Funds’ investment adviser is Nuveen Fund Advisors, LLC (the “Adviser”), a subsidiary of Nuveen, LLC (“Nuveen”). Nuveen is the investment management arm of Teachers Insurance and Annuity
Association of America (TIAA). The Adviser has overall responsibility for management of the Funds, oversees the management of the Funds’ portfolios, manages the Funds’ business affairs and provides certain clerical, bookkeeping and other
administrative services, and, if necessary, asset allocation decisions. The Adviser has entered into sub-advisory agreements with Nuveen Asset Management, LLC (the “Sub-Adviser”), a subsidiary of the Adviser, under which the Sub-Adviser manages the
investment portfolios of the Funds.
2. Significant Accounting Policies
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which may require the use of estimates
made by management and the evaluation of subsequent events. Actual results may differ from those estimates. Each Fund is an investment company and follows the accounting guidance in the Financial Accounting Standards Board (“FASB”) Accounting
Standards Codification 946, Financial Services—Investment Companies. The net asset value (“NAV”) for financial reporting purposes may differ from the NAV for processing security and common share transactions. The NAV for financial reporting purposes
includes security and common share transactions through the date of the report. Total return is computed based on the NAV used for processing security and common share transactions. The following is a summary of the significant accounting policies
consistently followed by the Funds.
Compensation
The Funds pay no compensation directly to those of its trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Funds from the
Adviser or its affiliates. The Funds’ Board of Trustees (the “Board”) has adopted a deferred compensation plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled
to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in common shares of select Nuveen-advised funds.
Distributions to Common Shareholders
Distributions to common shareholders are recorded on the ex-dividend date. The amount, character and timing of distributions are determined in accordance with federal income tax regulations, which
may differ from U.S. GAAP.
Indemnifications
Under the Funds’ organizational documents, their officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the
normal course of business, the Funds enter into contracts that provide general indemnifications to other parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds
that have not yet occurred. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote.
50
Investments and Investment Income
Securities transactions are accounted for as of the trade date for financial reporting purposes. Realized gains and losses on securities transactions are based upon the specific identification
method. Investment income is comprised of interest income, which reflects the amortization of premiums and accretion of discounts for financial reporting purposes and, is recorded on an accrual basis. Investment income also reflects payment-in-kind
(“PIK”) interest and paydown gains and losses, if any. PIK interest represents income received in the form of securities in lieu of cash.
Netting Agreements
In the ordinary course of business, the Funds may enter into transactions subject to enforceable International Swaps and Derivatives Association, Inc. (ISDA) master agreements or other similar
arrangements (“netting agreements”). Generally, the right to offset in netting agreements allows each Fund to offset certain securities and derivatives with a specific counterparty, when applicable, as well as any collateral received or delivered to
that counterparty based on the terms of the agreements. Generally, each Fund manages its cash collateral and securities collateral on a counterparty basis.
The Funds’ investments subject to netting agreements as of the end of the reporting period, if any, are further described in Note 4 – Portfolio Securities and Investments in Derivatives.
New Accounting Pronouncements and Rule Issuances
FASB Accounting Standards Update (“ASU”) 2017-08 (“ASU 2017-08”) Premium Amortization on Purchased Callable Debt Securities
The FASB has issued ASU 2017-08, which shortens the premium amortization period for purchased non-contingently callable debt securities. ASU 2017-08 specifies that the premium amortization period
ends at the earliest call date, for purchased non-contingently callable debt securities. ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. During the current fiscal period,
ASU 2017-08 became effective for the Funds and it did not have a material impact on the Funds’ financial statements.
Fair Value Measurement: Disclosure Framework
During August 2018, the FASB issued ASU 2018-13 (“ASU 2018-13”), Fair Value Measurement: Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements. ASU 2018-13
modifies the disclosures required by Topic 820, Fair Value Measurements. The amendments in ASU 2018-13 are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Management has
early implemented this guidance and it did not have a material impact on the Funds’ financial statements.
3. Investment Valuation and Fair Value Measurements
The fair valuation input levels as described below are for fair value measurement purposes.
The Funds’ investments in securities are recorded at their estimated fair value. Fair value is defined as the price that would be received upon selling an investment or transferring a liability in an
orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish
classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent
of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the
circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.
Level 1 – Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities.
Level 2 – Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, credit spreads,
etc.).
Level 3 – Prices are determined using significant unobservable inputs (including management’s assumptions in determining the fair value of investments).
Prices of fixed income securities are provided by an independent pricing service (“pricing service”) approved by the Board. The pricing service establishes a security’s fair value using methods that
may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or
collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2. In pricing certain securities, particularly less
liquid and lower quality securities, the pricing service may consider information about a security, its issuer or market activity, provided by the Adviser. These securities are generally classified as Level 2 or Level 3 depending on the observability
of the significant inputs.
Prices of swap contracts are also provided by a pricing service approved by the Board using the same methods as described above and are generally classified as Level 2.
Futures contracts are valued using the closing settlement price or, in the absence of such a price, the last traded price and are generally classified as Level 1.
51
Notes to Financial Statements (Unaudited) (continued)
Certain securities may not be able to be priced by the pre-established pricing methods as described above. Such securities may be valued by the Board and/or its appointee at fair value. These
securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a pricing service is unable to provide a market price;
securities whose trading has been formally suspended; debt securities that have gone into default and for which there is no current market quotation; a security whose market price is not available from a pre-established pricing source; a security
with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of a Fund’s NAV (as may be the case in non-U.S. markets on which the security is
primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, is not deemed to reflect the security’s fair value. As a general principle, the fair value of
a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may include consideration of the
following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from securities dealers, evaluations of anticipated cash flows or collateral, general market
conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2 or Level 3 depending on the observability of the significant inputs. Regardless of
the method employed to value a particular security, all valuations are subject to review by the Board and/or its appointee.
The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of each Fund’s fair value
measurements as of the end of the reporting period:
|
|
|
|
|
|
|
|
|
|
|
|
|
NID
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
|
|
Long-Term Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
Municipal Bonds*
|
|
$
|
—
|
|
|
$
|
850,437,885
|
|
|
$
|
144,263
|
**
|
|
$
|
850,582,148
|
|
Investments in Derivatives:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Futures Contracts***
|
|
|
(17,914
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(17,914
|
)
|
Total
|
|
$
|
(17,914
|
)
|
|
$
|
850,437,885
|
|
|
$
|
144,263
|
|
|
$
|
850,564,234
|
|
|
|
NIQ
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-Term Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Municipal Bonds*
|
|
$
|
—
|
|
|
$
|
240,683,594
|
|
|
$
|
—
|
|
|
$
|
240,683,594
|
|
|
|
*
|
Refer to the Fund’s Portfolio of Investments for state classifications.
|
**
|
Refer to the Fund’s Portfolio of Investments for securities classified as Level 3.
|
***
|
Represents net unrealized appreciation (depreciation) as reported in the Fund’s Portfolio of Investments.
|
4. Portfolio Securities and Investments in Derivatives
Portfolio Securities
Inverse Floating Rate Securities
Each Fund is authorized to invest in inverse floating rate securities. An inverse floating rate security is created by depositing a municipal bond (referred to as an “Underlying Bond”), typically
with a fixed interest rate, into a special purpose tender option bond (“TOB”) trust (referred to as the “TOB Trust”) created by or at the direction of one or more Funds. In turn, the TOB Trust issues (a) floating rate certificates (referred to as
“Floaters”), in face amounts equal to some fraction of the Underlying Bond’s par amount or market value, and (b) an inverse floating rate certificate (referred to as an “Inverse Floater”) that represents all remaining or residual interest in the TOB
Trust. Floaters typically pay short-term tax-exempt interest rates to third parties who are also provided a right to tender their certificate and receive its par value, which may be paid from the proceeds of a remarketing of the Floaters, by a loan
to the TOB Trust from a third party liquidity provider (“Liquidity Provider”), or by the sale of assets from the TOB Trust. The Inverse Floater is issued to a long term investor, such as one or more of the Funds. The income received by the Inverse
Floater holder varies inversely with the short-term rate paid to holders of the Floaters, and in most circumstances the Inverse Floater holder bears substantially all of the Underlying Bond’s downside investment risk and also benefits
disproportionately from any potential appreciation of the Underlying Bond’s value. The value of an Inverse Floater will be more volatile than that of the Underlying Bond because the interest rate is dependent on not only the fixed coupon rate of the
Underlying Bond but also on the short-term interest paid on the Floaters, and because the Inverse Floater essentially bears the risk of loss (and possible gain) of the greater face value of the Underlying Bond.
The Inverse Floater held by a Fund gives the Fund the right to (a) cause the holders of the Floaters to tender their certificates at par (or slightly more than par in certain circumstances), and (b)
have the trustee of the TOB Trust (the “Trustee”) transfer the Underlying Bond held by the TOB Trust to the Fund, thereby collapsing the TOB Trust.
The Fund may acquire an Inverse Floater in a transaction where it (a) transfers an Underlying Bond that it owns to a TOB Trust created by a third party or (b) transfers an Underlying Bond that it
owns, or that it has purchased in a secondary market transaction for the purpose of creating an Inverse Floater, to a TOB Trust created at its direction, and in return receives the Inverse Floater of the TOB Trust (referred to as a “self-deposited
Inverse
52
Floater”). A Fund may also purchase an Inverse Floater in a secondary market transaction from a third party creator of the TOB Trust without first owning the Underlying Bond (referred to as an
“externally-deposited Inverse Floater”).
An investment in a self-deposited Inverse Floater is accounted for as a “financing” transaction (i.e., a secured borrowing). For a self-deposited Inverse Floater, the Underlying Bond deposited into
the TOB Trust is identified in the Fund’s Portfolio of Investments as “(UB) – Underlying bond of an inverse floating rate trust reflected as a financing transaction,” with the Fund recognizing as liabilities, labeled “Floating rate obligations” on
the Statement of Assets and Liabilities, (a) the liquidation value of Floaters issued by the TOB Trust, and (b) the amount of any borrowings by the TOB Trust from a Liquidity Provider to enable the TOB Trust to purchase outstanding Floaters in lieu
of a remarketing. In addition, the Fund recognizes in “Investment Income” the entire earnings of the Underlying Bond, and recognizes (a) the interest paid to the holders of the Floaters or on the TOB Trust’s borrowings, and (b) other expenses related
to remarketing, administration, trustee, liquidity and other services to a TOB Trust, as a component of “Interest expense and amortization of offering costs” on the Statement of Operations. Earnings due from the Underlying Bond and interest due to
the holders of the Floaters as of the end of the reporting period are recognized as components of “Receivable for interest” and “Payable for interest” on the Statement of Assets and Liabilities, respectively.
In contrast, an investment in an externally-deposited Inverse Floater is accounted for as a purchase of the Inverse Floater and is identified in the Fund’s Portfolio of Investments as “(IF) – Inverse
floating rate investment.” For an externally-deposited Inverse Floater, a Fund’s Statement of Assets and Liabilities recognizes the Inverse Floater and not the Underlying Bond as an asset, and the Fund does not recognize the Floaters, or any related
borrowings from a Liquidity Provider, as a liability. Additionally, the Fund reflects in “Investment Income” only the net amount of earnings on the Inverse Floater (net of the interest paid to the holders of the Floaters or the Liquidity Provider as
lender, and the expenses of the Trust), and does not show the amount of that interest paid or the expenses of the TOB Trust as described above as interest expense on the Statement of Operations.
Fees paid upon the creation of a TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters are recognized as part of the cost basis of the Inverse Floater and are
capitalized over the term of the TOB Trust.
As of the end of the reporting period, the aggregate value of Floaters issued by each Fund’s TOB Trust for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as follows:
|
|
|
|
|
|
|
Floating Rate Obligations Outstanding
|
|
NID
|
|
|
NIQ
|
|
Floating rate obligations: self-deposited Inverse Floaters
|
|
$
|
20,112,000
|
|
|
$
|
—
|
|
Floating rate obligations: externally-deposited Inverse Floaters
|
|
|
185,060,000
|
|
|
|
48,320,000
|
|
Total
|
|
$
|
205,172,000
|
|
|
$
|
48,320,000
|
|
During the current fiscal period, the average amount of Floaters (including any borrowings from a Liquidity Provider) outstanding, and the average annual interest rate and fees related to
self-deposited Inverse Floaters, were as follows:
|
|
|
|
|
|
|
Self-Deposited Inverse Floaters
|
|
NID
|
|
|
NIQ
|
|
Average floating rate obligations outstanding
|
|
$
|
13,135,738
|
|
|
$
|
—
|
|
Average annual interest rate and fees
|
|
|
1.92
|
%
|
|
|
—
|
%
|
TOB Trusts are supported by a liquidity facility provided by a Liquidity Provider pursuant to which the Liquidity Provider agrees, in the event that Floaters are (a) tendered to the Trustee for
remarketing and the remarketing does not occur, or (b) subject to mandatory tender pursuant to the terms of the TOB Trust agreement, to either purchase Floaters or to provide the Trustee with an advance from a loan facility to fund the purchase of
Floaters by the TOB Trust. In certain circumstances, the Liquidity Provider may otherwise elect to have the Trustee sell the Underlying Bond to retire the Floaters that were tendered and not remarketed prior to providing such a loan. In these
circumstances, the Liquidity Provider remains obligated to provide a loan to the extent that the proceeds of the sale of the Underlying Bond is not sufficient to pay the purchase price of the Floaters.
The size of the commitment under the loan facility for a given TOB Trust is at least equal to the balance of that TOB Trust’s outstanding Floaters plus any accrued interest. In consideration of the
loan facility, fee schedules are in place and are charged by the Liquidity Provider(s). Any loans made by the Liquidity Provider will be secured by the purchased Floaters held by the TOB Trust. Interest paid on any outstanding loan balances will be
effectively borne by the Fund that owns the Inverse Floaters of the TOB Trust that has incurred the borrowing and may be at a rate that is greater than the rate that would have been paid had the Floaters been successfully remarketed.
As described above, any amounts outstanding under a liquidity facility are recognized as a component of “Floating rate obligations” on the Statement of Assets and Liabilities by the Fund holding the
corresponding Inverse Floaters issued by the borrowing TOB Trust. As of the end of the reporting period there were no loans outstanding under any such facility.
Each Fund may also enter into shortfall and forbearance agreements (sometimes referred to as a “recourse arrangement”) (TOB Trusts involving such agreements are referred to herein as “Recourse
Trusts”), under which a Fund agrees to reimburse the Liquidity Provider for the Trust’s Floaters, in certain circumstances, for the amount (if any) by which the liquidation value of the Underlying Bond held by the TOB Trust may fall short of the sum
of the liquidation value of the Floaters issued by the TOB Trust plus any amounts borrowed by the TOB Trust from the Liquidity Provider, plus any shortfalls in
53
Notes to Financial Statements (Unaudited) (continued)
interest cash flows. Under these agreements, a Fund’s potential exposure to losses related to or on an Inverse Floater may increase beyond the value of the Inverse Floater as a Fund may potentially
be liable to fulfill all amounts owed to holders of the Floaters or the Liquidity Provider. Any such shortfall amount in the aggregate is recognized as “Unrealized depreciation on Recourse Trusts” on the Statement of Assets and Liabilities.
As of the end of the reporting period, each Fund’s maximum exposure to the Floaters issued by Recourse Trusts for self-deposited Inverse Floaters and externally-deposited Inverse Floaters was as
follows:
|
|
|
|
|
|
|
Floating Rate Obligations – Recourse Trusts
|
|
NID
|
|
|
NIQ
|
|
Maximum exposure to Recourse Trusts: self-deposited Inverse Floaters
|
|
$
|
20,112,000
|
|
|
$
|
—
|
|
Maximum exposure to Recourse Trusts: externally-deposited Inverse Floaters
|
|
|
185,060,000
|
|
|
|
48,320,000
|
|
Total
|
|
$
|
205,172,000
|
|
|
$
|
48,320,000
|
|
Zero Coupon Securities
A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the
original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that
pay interest periodically.
Investment Transactions
Long-term purchases and sales (including maturities but excluding derivative transactions, where applicable) during the current fiscal period were as follows:
|
|
|
|
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Purchases
|
|
$
|
67,732,681
|
|
|
$
|
15,005,334
|
|
Sales and maturities
|
|
|
49,701,867
|
|
|
|
13,226,972
|
|
Investments purchased on a when-issued/delayed delivery basis may have extended settlement periods. Any investments so purchased are subject to market fluctuation during this period. The Funds have
earmarked securities in their portfolios with a current value at least equal to the amount of the when-issued/delayed delivery purchase commitments.
As of the end of the reporting period, the following Fund’s outstanding when-issued/delayed delivery purchase commitments were as follows:
|
|
|
|
|
|
NID
|
|
Outstanding when-issued/delayed delivery purchase commitments
|
|
$
|
10,089,120
|
|
Investments in Derivatives
In addition to the inverse floating rate securities in which each Fund may invest, which are considered portfolio securities for financial reporting purposes, each Fund is authorized to invest in
certain other derivative instruments such as futures, options and swap contracts. Each Fund limits its investments in futures, options on futures and swap contracts to the extent necessary for the Adviser to claim the exclusion from registration by
the Commodity Futures Trading Commission as a commodity pool operator with respect to the Fund. The Funds record derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though
the Funds’ investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes.
Futures Contracts
Upon execution of a futures contract, the Fund is obligated to deposit cash or eligible securities, also known as “initial margin,” into an account at its clearing broker equal to a specified
percentage of the contract amount. Cash held by the broker to cover initial margin requirements on open futures contracts, if any, is recognized as “Cash collateral at brokers for investments in futures contracts” on the Statement of Assets and
Liabilities. Investments in futures contracts obligate the Fund and the clearing broker to settle monies on a daily basis representing changes in the prior days “mark-to-market” of the open contracts. If the Fund has unrealized appreciation the
clearing broker would credit the Fund’s account with an amount equal to appreciation and conversely if the Fund has unrealized depreciation the clearing broker would debit the Fund’s account with an amount equal to depreciation. These daily cash
settlements are also known as “variation margin.” Variation margin is recognized as a receivable and/or payable for “Variation margin on futures contracts” on the Statement of Assets and Liabilities.
During the period the futures contract is open, changes in the value of the contract are recognized as an unrealized gain or loss by “marking-to-market” on a daily basis to reflect the changes in
market value of the contract, which is recognized as a component of “Change in net unrealized appreciation (depreciation) of futures contracts” on the Statement of Operations. When the contract is closed or expired, a Fund records a realized gain or
loss equal to the difference between the value of the contract on the closing date and value of the contract when originally entered into, which is recognized as a component of “Net realized gain (loss) from futures contracts” on the Statement of
Operations.
54
Risks of investments in futures contracts include the possible adverse movement in the price of the securities or indices underlying the contracts, the possibility that there may not be a liquid
secondary market for the contracts and/or that a change in the value of the contract may not correlate with a change in the value of the underlying securities or indices.
During the current fiscal period, NID invested in interest rate futures to manage the duration of its portfolio by shorting interest rate futures contracts.
The average notional amount of futures contracts outstanding during the current fiscal period was as follows:
|
|
|
|
|
|
NID
|
|
Average notional amount of futures contracts outstanding*
|
|
$
|
1,120,341
|
|
|
*
|
The average notional amount is calculated based on the absolute aggregate notional amount of contracts outstanding at the beginning of the current fiscal period and at the end
of each quarter within the current fiscal period within the current fiscal period.
|
The following table presents the fair value of all futures contracts held by the Fund as of the end of the reporting period, the location of these instruments on the Statement of Assets and
Liabilities and the primary underlying risk exposure.
|
|
|
|
|
|
|
|
|
Location on the Statement of Assets and Liabilities
|
|
|
Asset Derivatives
|
|
(Liability) Derivatives
|
Underlying
|
Derivative
|
|
|
|
|
|
Risk Exposure
|
Instrument
|
Location
|
Value
|
|
Location
|
Value
|
NID
|
|
|
|
|
|
|
Interest rate
|
Futures contracts
|
Receivable for
|
$(17,914)
|
|
—
|
$ —
|
|
|
variation margin on
|
|
|
|
|
|
|
futures contracts
|
|
|
|
|
|
*
|
Value represents unrealized appreciation (depreciation) of futures contracts as reported in the Fund’s Portfolio of Investments and not the asset and/or
liability derivative location as described in the table above.
|
The following table presents the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized on futures contracts on the Statement of Operations during the
current fiscal period, and the primary underlying risk exposure.
|
|
|
|
|
|
|
Change in Net
|
|
|
Net Realized
|
Unrealized Appreciation
|
Underlying
|
Derivative
|
Gain (Loss) from
|
(Depreciation) of
|
Risk Exposure
|
Instrument
|
Futures Contracts
|
Futures Contracts
|
Interest rate
|
Futures contracts
|
$72,955
|
$(17,914)
|
Interest Rate Swap Contracts
Interest rate swap contracts involve a Fund’s agreement with the counterparty to pay or receive a fixed rate payment in exchange for the counterparty receiving or paying a variable rate payment.
Forward interest rate swap contracts involve a Fund’s agreement with a counterparty to pay, in the future, a fixed or variable rate payment in exchange for the counterparty paying the Fund a variable or fixed rate payment, the accruals for which
would begin at a specified date in the future (the “effective date”).
The amount of the payment obligation for an interest rate swap is based on the notional amount and the termination date of the contract. Interest rate swap contracts do not involve the delivery of
securities or other underlying assets or principal. Accordingly, the risk of loss with respect to the swap counterparty on such transactions is limited to the net amount of interest payments that the Fund is to receive.
Interest rate swap contracts are valued daily. Upon entering into an interest rate swap contract (and beginning on the effective date for a forward interest rate swap contract), a Fund accrues the
fixed rate payment expected to be paid or received and the variable rate payment expected to be received or paid on the interest rate swap contracts on a daily basis, and recognizes the daily change in the fair value of the Fund’s contractual rights
and obligations under the contracts. For an over-the-counter (“OTC”) swap that is not cleared through a clearing house (“OTC Uncleared”), the amount recorded on these transactions is recognized on the Statement of Assets and Liabilities as a
component of “Unrealized appreciation or depreciation on interest rate swaps.”
Upon the execution of an OTC swap cleared through a clearing house (“OTC Cleared”), the Fund is obligated to deposit cash or eligible securities, also known as “initial margin,” into an account at
its clearing broker equal to a specified percentage of the contract amount. Cash deposited by the Fund to cover initial margin requirements on open swap contracts, if any, is recognized as a component of “Cash collateral at brokers for investments in
swaps” on the Statement of Assets and Liabilities. Investments in OTC Cleared swaps obligate the Fund and the clearing broker to settle monies on a daily basis representing changes in the prior day’s “mark-to-market” of the swap contract. If the Fund
has unrealized appreciation, the clearing broker will credit the Fund’s account with an amount equal to the appreciation. Conversely, if the Fund has unrealized depreciation, the clearing broker will debit the Fund’s account with an amount equal to
the depreciation. These daily cash settlements are also known as “variation margin.” Variation margin for OTC Cleared swaps is recognized as a receivable and/or payable for “Variation margin on swap contracts” on the Statement of Assets and
55
Notes to Financial Statements (Unaudited) (continued)
Liabilities. Upon the execution of an OTC Uncleared swap, neither the Fund nor the counterparty is required to deposit initial margin as the trades are recorded bilaterally between both parties to
the swap contract, and the terms of the variation margin are subject to a predetermined threshold negotiated by the Fund and the counterparty. Variation margin for OTC Uncleared swaps is recognized as a component of “Unrealized appreciation or
depreciation on interest rate swaps” as described in the preceding paragraph.
The net amount of periodic payments settled in cash are recognized as a component of “Net realized gain (loss) from swaps” on the Statement of Operations, in addition to the net realized gain or loss
recorded upon the termination of the swap contract. For tax purposes, payments expected to be received or paid on the swap contracts are treated as ordinary income or expense, respectively. Changes in the value of the swap contracts during the fiscal
period are recognized as a component of “Change in net unrealized appreciation (depreciation) of swaps” on the Statement of Operations. In certain instances, payments are made or received upon entering into the swap contract to compensate for
differences between the stated terms of the swap agreements and prevailing market conditions (credit spreads, currency exchange rates, interest rates, and other relevant factors). Payments received or made at the beginning of the measurement period,
if any, are recognized as “Interest rate swaps premiums received and/or paid” on the Statement of Assets and Liabilities.
During the current fiscal period, NID used duration shortening forward interest rate swap contracts to help maintain the Fund’s ten-year duration mandate.
The average notional amount of interest rate swap contracts outstanding during the current fiscal period was as follows:
|
|
|
|
|
|
NID
|
|
Average notional amount of interest rate swap contracts outstanding*
|
|
$
|
4,133,333
|
|
|
*
|
The average notional amount is calculated based on the outstanding notional at the beginning of the current fiscal period and at the end of each fiscal quarter within the
current fiscal period.
|
The following table presents the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized on swap contracts on the Statement of Operations during the
current fiscal period, and the primary underlying risk exposure.
|
|
|
|
|
|
|
|
|
Change in Net
|
|
|
|
Net Realized
|
Unrealized Appreciation
|
|
Underlying
|
Derivative
|
Gain (Loss) from
|
(Depreciation) of
|
Fund
|
Risk Exposure
|
Instrument
|
Swaps
|
Swaps
|
NID
|
Interest rate
|
Swaps
|
$(804,923)
|
$502,317
|
Market and Counterparty Credit Risk
In the normal course of business each Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or
failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose each Fund to
counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of each Fund’s exposure to counterparty credit risk in respect to these financial assets approximates
their carrying value as recorded on the Statement of Assets and Liabilities.
Each Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the
Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of each Fund with a value approximately equal to
the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed the custodian to pledge assets of the Funds as collateral with a value approximately equal to the
amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.
5. Fund Shares
Common Share Transactions
The Funds did not have any transactions in common shares during current and prior fiscal period.
Preferred Shares
Adjustable Rate MuniFund Term Preferred Shares
The Funds have issued and have outstanding Adjustable Rate MuniFund Term Preferred (“AMTP”) Shares, with a $100,000 liquidation preference per share. AMTP Shares are issued via private placement and
are not publicly available.
56
As of the end of the reporting period, details of each Fund’s AMTP Shares outstanding were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liquidation
|
|
|
|
|
|
|
|
|
|
|
Preference,
|
|
|
|
|
Shares
|
|
|
Liquidation
|
|
|
net of deferred
|
|
Fund
|
Series
|
|
Outstanding
|
|
|
Preference
|
|
|
offering cost
|
|
NID
|
2023
|
|
|
1,750
|
|
|
$
|
175,000,000
|
|
|
$
|
174,872,945
|
|
NIQ
|
2023
|
|
|
550
|
|
|
$
|
55,000,000
|
|
|
$
|
54,903,639
|
|
Each Fund is obligated to redeem its AMTP Shares by the date as specified in its offering document (“Term Redemption Date”), unless earlier redeemed by the Fund. AMTP Shares are subject to optional
and mandatory redemption in certain circumstances. The AMTP Shares may be redeemed at the option of each Fund, subject to payment of premium for approximately six months following the date of issuance (“Premium Expiration Date”), and at the
redemption price per share thereafter. The redemption price per share is equal to the sum of the liquidation preference per share plus any accumulated but unpaid dividends.
AMTP Shares are short-term or short/intermediate-term instruments that pay a variable dividend rate tied to a short-term index, plus an additional fixed “spread” amount which is initially established
at the time of issuance and may be adjusted in the future based upon a mutual agreement between the majority owner and each Fund. From time-to-time the majority owner may propose to each Fund an adjustment to the dividend rate. Should the majority
owner and the Funds fail to agree upon an adjusted dividend rate, and such proposed dividend rate adjustment is not withdrawn, the Funds will be required to redeem all outstanding shares upon the end of a notice period.
In addition, the Funds may be obligated to redeem a certain amount of the AMTP Shares if the Funds fail to maintain certain asset coverage and leverage ratio requirements and such failures are not
cured by the applicable cure date. The Term Redemption Date and Premium Expiration Date for each Fund’s AMTP Shares are as follows:
|
|
|
|
|
|
Notice
|
|
Term
|
Premium
|
Fund
|
Period
|
Series
|
Redemption Date
|
Expiration Date
|
NID
|
360-day
|
2023
|
March 31, 2023*
|
August 31, 2018
|
NIQ
|
360-day
|
2023
|
June 30, 2023*
|
August 31, 2018
|
|
|
*
|
Subject to early termination by either the Fund or the holder.
|
The average liquidation preference of AMTP Shares outstanding and annualized dividend rate for the Funds during the current fiscal period were as follows:
|
|
|
|
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Average liquidation preference of AMTP Shares outstanding
|
|
$
|
175,000,000
|
|
|
$
|
55,000,000
|
|
Annualized dividend rate
|
|
|
2.23
|
%
|
|
|
2.23
|
%
|
AMTP Shares are subject to restrictions on transfer, generally do not trade, and market quotations are generally not available. The fair value of AMTP Shares is expected to be approximately their
liquidation preference so long as the fixed “spread” on the AMTP Shares remains roughly in line with the “spread” being demanded by investors on instruments having similar terms in the current market environment. In present market conditions, the
Funds’ Adviser has determined that the fair value of AMTP Shares is approximately their liquidation preference, but their fair value could vary if market conditions change materially. For financial reporting purposes, the liquidation preference of
AMTP Shares is a liability and is recognized as a component of “Adjustable Rate MuniFund Term Preferred (“AMTP”) Shares, net of deferred offering costs” on the Statement of Assets and Liabilities.
AMTP Share dividends are treated as interest payments for financial reporting purposes. Unpaid dividends on AMTP Shares are recognized as a component of “Interest payable” on the Statement of Assets
and Liabilities. Dividends accrued on AMTP Shares are recognized as a component of “Interest expense and amortization of offering costs” on the Statement of Operations.
Costs incurred in connection each Fund’s offering of AMTP Shares were recorded as deferred charges, which are amortized over the life of the shares and are recognized as components of “Adjustable
Rate MuniFund Term Preferred (“AMTP”) Shares, net of deferred offering costs” on the Statement of Assets and Liabilities and “Interest expense and amortization of offering costs” on the Statement of Operations.
Preferred Share Transactions
The Funds did not have any transactions in preferred shares during the current or prior fiscal period.
57
Notes to Financial Statements (Unaudited) (continued)
6. Income Tax Information
Each Fund is a separate taxpayer for federal income tax purposes. Each Fund intends to distribute substantially all of its net investment income and net capital gains to shareholders and to otherwise
comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. Therefore, no federal income tax provision is required. Furthermore, each Fund intends to satisfy conditions that will enable
interest from municipal securities, which is exempt from regular federal income tax, to retain such tax-exempt status when distributed to shareholders of the Funds. Net realized capital gains and ordinary income distributions paid by the Funds are
subject to federal taxation.
For all open tax years and all major taxing jurisdictions, management of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial
statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Funds is also not aware of any tax positions
for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to timing differences in
recognizing taxable market discount, timing differences in recognizing certain gains and losses on investment transactions and the treatment of investments in inverse floating rate securities reflected as financing transactions, if any. To the extent
that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification. Temporary and permanent differences do not impact the NAVs of the
Funds.
The table below presents the cost and unrealized appreciation (depreciation) of each Fund’s investment portfolio, as determined on a federal income tax basis, as of November 30, 2019.
|
|
|
|
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Tax cost of investments
|
|
$
|
797,001,484
|
|
|
$
|
226,945,869
|
|
Gross unrealized:
|
|
|
|
|
|
|
|
|
Appreciation
|
|
$
|
47,866,568
|
|
|
$
|
14,568,595
|
|
Depreciation
|
|
|
(14,387,678
|
)
|
|
|
(830,870
|
)
|
Net unrealized appreciation (depreciation) of investments
|
|
$
|
33,478,890
|
|
|
$
|
13,737,725
|
|
Permanent differences, primarily due to taxable market discount, treatment of notional principal contracts, federal taxes paid, paydowns and nondeductible offering costs, resulted in
reclassifications among the Funds’ components of net assets as of May 31, 2019, the Funds’ last tax year end.
The tax components of undistributed net tax-exempt income, net ordinary income and net long-term capital gains as of May 31, 2019, the Funds’ last tax year end, were as follows:
|
|
|
|
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Undistributed net tax-exempt income1
|
|
$
|
3,304,563
|
|
|
$
|
500,627
|
|
Undistributed net ordinary income2
|
|
|
199,108
|
|
|
|
4,752
|
|
Undistributed net long-term capital gains
|
|
|
—
|
|
|
|
—
|
|
|
1
|
Undistributed net tax-exempt income (on a tax basis) has not been reduced for the dividend declared on May 1, 2019, and paid on June 1, 2019.
|
2
|
Net ordinary income consists of taxable market discount income and net short-term capital gains, if any.
|
The tax character of distributions paid during the Funds’ last tax year ended May 31, 2019 was designated for purposes of the dividends paid deduction as follows:
|
|
|
|
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Distributions from net tax-exempt income
|
|
$
|
27,692,217
|
|
|
$
|
6,154,101
|
|
Distributions from net ordinary income2
|
|
|
563,597
|
|
|
|
32,789
|
|
Distributions from net long-term capital gains
|
|
|
—
|
|
|
|
—
|
|
|
|
2
|
Net ordinary income consists of taxable market discount income and net short-term capital gains, if any.
|
58
As of May 31, 2019, the Funds’ last tax year end, the Funds had unused capital losses carrying forward available for federal income tax purposes to be applied against future capital gains, if any.
The capital losses are not subject to expiration.
|
|
|
|
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Not subject to expiration:
|
|
|
|
|
|
|
Short-term
|
|
$
|
15,752,654
|
|
|
$
|
7,988,644
|
|
Long-term
|
|
|
17,331,176
|
|
|
|
3,285,048
|
|
Total
|
|
$
|
33,083,830
|
|
|
$
|
11,273,692
|
|
During the Funds’ last tax year ended May 31, 2019, NID utilized $1,489,786 of its capital loss carryforward.
7. Management Fees and Other Transactions with Affiliates
Management Fees
Each Fund’s management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. The Sub-Adviser is compensated for its services to the
Funds from the management fees paid to the Adviser.
Each Fund’s management fee consists of two components – a fund-level fee, based only on the amount of assets within each individual Fund, and a complex-level fee, based on the aggregate amount of all
eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within their respective Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.
The annual fund-level fee, payable monthly, for each Fund is calculated according to the following schedule:
|
|
|
|
|
|
|
|
|
NID
|
|
|
NIQ
|
|
Average Daily Managed Assets*
|
|
Fund-Level Fee Rate
|
|
|
Fund-Level Fee Rate
|
|
For the first $125 million
|
|
|
0.4000
|
%
|
|
|
0.3000
|
%
|
For the next $125 million
|
|
|
0.3875
|
|
|
|
0.2875
|
|
For the next $250 million
|
|
|
0.3750
|
|
|
|
0.2750
|
|
For the next $500 million
|
|
|
0.3625
|
|
|
|
0.2625
|
|
For the next $1 billion
|
|
|
0.3500
|
|
|
|
0.2500
|
|
For the next $3 billion
|
|
|
0.3250
|
|
|
|
0.2250
|
|
For managed assets over $5 billion
|
|
|
0.3125
|
|
|
|
0.2125
|
|
The annual complex-level fee, payable monthly, for each Fund is calculated by multiplying the current complex-wide fee rate, determined according to the following schedule by the Fund’s daily managed
assets:
|
|
|
|
Complex-Level Eligible Asset Breakpoint Level*
|
|
Effective Complex-Level Fee Rate at Breakpoint Level
|
|
$55 billion
|
|
|
0.2000
|
%
|
$56 billion
|
|
|
0.1996
|
|
$57 billion
|
|
|
0.1989
|
|
$60 billion
|
|
|
0.1961
|
|
$63 billion
|
|
|
0.1931
|
|
$66 billion
|
|
|
0.1900
|
|
$71 billion
|
|
|
0.1851
|
|
$76 billion
|
|
|
0.1806
|
|
$80 billion
|
|
|
0.1773
|
|
$91 billion
|
|
|
0.1691
|
|
$125 billion
|
|
|
0.1599
|
|
$200 billion
|
|
|
0.1505
|
|
$250 billion
|
|
|
0.1469
|
|
$300 billion
|
|
|
0.1445
|
|
|
*
|
For the complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to certain types of leverage. For these purposes,
leverage includes the funds’ use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets
held by a TOB trust that has been effectively financed by the trust’s issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain
circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen open-end and closed-end funds that constitute “eligible assets.” Eligible assets do not include assets attributable to investments in
other Nuveen Funds or assets in excess of a determined amount (originally $2 billion) added to the Nuveen fund complex in connection with the Adviser’s assumption of the management of the former First American Funds effective January 1, 2011,
but do not include certain Nuveen funds that were reorganized into funds advised by an affiliate of the Adviser during the 2019 calendar year. As of November 30, 2019, the complex-level fee for each Fund was 0.1562%.
|
59
Notes to Financial Statements (Unaudited) (continued)
Other Transactions with Affiliates
Each Fund is permitted to purchase or sell securities from or to certain other funds managed by the Adviser (“inter-fund trade”) under specified conditions outlined in procedures adopted by the
Board. These procedures have been designed to ensure that any inter-fund trade of securities by the Fund from or to another fund that is, or could be, considered an affiliate of the Fund under certain limited circumstances by virtue of having a
common investment adviser (or affiliated investment adviser), common officer and/or common trustee complies with Rule 17a-7 of the 1940 Act. Further, as defined under these procedures, each inter-fund trade is effected at the current market price as
provided by an independent pricing service. Unsettled inter-fund trades as of the end of the reporting period are recognized as a component of “Receivable for investments sold” and/or “Payable for investments purchased” on the Statement of Assets and
Liabilities, when applicable.
During the current fiscal period, the following Fund engaged in inter-fund trades pursuant to these procedures as follows:
|
|
|
|
Inter-Fund Trades
|
|
NID
|
|
Purchases
|
|
$
|
—
|
|
Sales
|
|
|
1,479,296
|
|
8. Borrowing Arrangements
Committed Line of Credit
The Funds, along with certain other funds managed by the Adviser (“Participating Funds”), have established a 364-day, $2.65 billion standby credit facility with a group of lenders, under which the
Participating Funds may borrow for various purposes other than leveraging for investment purposes. Each Participating Fund is allocated a designated proportion of the facility’s capacity (and its associated costs, as described below) based upon a
multi-factor assessment of the likelihood and frequency of its need to draw on the facility, the size of the Fund and its anticipated draws, and the potential importance of such draws to the operations and well-being of the Fund, relative to those of
the other Funds. A Fund may effect draws on the facility in excess of its designated capacity if and to the extent that other Participating Funds have undrawn capacity. The credit facility expires in June 2020 unless extended or renewed.
The credit facility has the following terms: a fee of 0.15% per annum on unused commitment amounts, and interest at a rate equal to the higher of (a) one-month LIBOR (London Inter-Bank Offered Rate)
plus 1.00% per annum or (b) the Fed Funds rate plus 1.00% per annum on amounts borrowed. Participating Funds paid administration, legal and arrangement fees, which are recognized as a component of “Other expenses” on the Statement of Operations, and
along with commitment fees, have been allocated among such Participating Funds based upon the relative proportions of the facility’s aggregate capacity reserved for them and other factors deemed relevant by the Adviser and the Board of each
Participating Fund.
During the current fiscal period, the following Fund utilized this facility. The Fund’s maximum outstanding balance during the utilization period was as follows:
|
|
|
|
|
|
NID
|
|
Maximum outstanding balance
|
|
$
|
10,300,000
|
|
During the Fund’s utilization period(s) during the current fiscal period, the average daily balance outstanding and average annual interest rate on the Borrowings were as follows:
|
|
|
|
|
|
NID
|
|
Utilization period (days outstanding)
|
|
|
8
|
|
Average daily balance outstanding
|
|
$
|
5,400,000
|
|
Average annual interest rate
|
|
|
2.78
|
%
|
Borrowings outstanding as of the end of the reporting period are recognized as “Borrowings” on the Statement of Assets and Liabilities, where applicable. NIQ did not utilize this facility during the
current fiscal period.
Inter-Fund Borrowing and Lending
The Securities and Exchange Commission (“SEC”) has granted an exemptive order permitting registered open-end and closed-end Nuveen funds to participate in an inter-fund lending facility whereby the
Nuveen funds may directly lend to and borrow money from each other for temporary purposes (e.g., to satisfy redemption requests or when a sale of securities “fails,” resulting in an unanticipated cash shortfall) (the “Inter-Fund Program”). The
closed-end Nuveen funds, including the Funds covered by this shareholder report, will participate only as lenders, and not as borrowers, in the Inter-Fund Program because such closed-end funds rarely, if ever, need to borrow cash to meet redemptions.
The Inter-Fund Program is subject to a number of conditions, including, among other things, the requirements that (1) no fund may borrow or lend money through the Inter-Fund Program unless it receives a more favorable interest rate than is typically
available from a bank or other financial institution for a comparable transaction; (2) no fund may borrow on an unsecured basis through the Inter-Fund Program unless the fund’s outstanding borrowings from all sources immediately after
60
the inter-fund borrowing total 10% or less of its total assets; provided that if the borrowing fund has a secured borrowing outstanding from any other lender, including but not limited to another
fund, the inter-fund loan must be secured on at least an equal priority basis with at least an equivalent percentage of collateral to loan value; (3) if a fund’s total outstanding borrowings immediately after an inter-fund borrowing would be greater
than 10% of its total assets, the fund may borrow through the inter-fund loan on a secured basis only; (4) no fund may lend money if the loan would cause its aggregate outstanding loans through the Inter-Fund Program to exceed 15% of its net assets
at the time of the loan; (5) a fund’s inter-fund loans to any one fund shall not exceed 5% of the lending fund’s net assets; (6) the duration of inter-fund loans will be limited to the time required to receive payment for securities sold, but in no
event more than seven days; and (7) each inter-fund loan may be called on one business day’s notice by a lending fund and may be repaid on any day by a borrowing fund. In addition, a Nuveen fund may participate in the Inter-Fund Program only if and
to the extent that such participation is consistent with the fund’s investment objective and investment policies. The Board is responsible for overseeing the Inter-Fund Program.
The limitations detailed above and the other conditions of the SEC exemptive order permitting the Inter-Fund Program are designed to minimize the risks associated with Inter-Fund Program for both the
lending fund and the borrowing fund. However, no borrowing or lending activity is without risk. When a fund borrows money from another fund, there is a risk that the loan could be called on one day’s notice or not renewed, in which case the fund may
have to borrow from a bank at a higher rate or take other actions to payoff such loan if an inter-fund loan is not available from another fund. Any delay in repayment to a lending fund could result in a lost investment opportunity or additional
borrowing costs.
During the current reporting period, none of the Funds covered by this shareholder report have entered into any inter-fund loan activity.
61
Additional Fund
Information
|
|
|
|
|
|
Board of Trustees
|
|
|
|
|
|
Margo Cook*
|
Jack B. Evans
|
William C. Hunter
|
Albin F. Moschner
|
John K. Nelson
|
Judith M. Stockdale
|
Carole E. Stone
|
Terence J. Toth
|
Margaret L Wolff
|
Robert L. Young
|
|
|
|
* Interested Board Member.
|
|
|
Fund Manager
|
Custodian
|
Legal Counsel
|
Independent Registered
|
Transfer Agent and
|
Nuveen Fund Advisors, LLC
|
State Street Bank
|
Chapman and Cutler LLP
|
Public Accounting Firm
|
Shareholder Services
|
333 West Wacker Drive
|
& Trust Company
|
Chicago, IL 60603
|
KPMG LLP
|
|
Computershare Trust
|
Chicago, IL 60606
|
One Lincoln Street
|
|
200 East Randolph Street
|
Company, N.A.
|
|
Boston, MA 02111
|
|
Chicago, IL 60601
|
250 Royall Street
|
|
|
|
|
|
Canton, MA 02021
|
|
|
|
|
|
(800) 257-8787
|